UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21423
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The Gabelli Dividend & Income Trust
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(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
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(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
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(Name and address of agent for service)
registrant's telephone number, including area code: 1-800-422-3554
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Date of fiscal year end: December 31
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Date of reporting period: June 30, 2005
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Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
The Report to Shareholders is attached herewith.
[LOGO OMITTED]
THE GABELLI
DIVIDEND &
INCOME TRUST
THE GABELLI DIVIDEND & INCOME TRUST
Semi-Annual Report
June 30, 2005
TO OUR SHAREHOLDERS,
The Gabelli Dividend & Income Trust's ("the Trust") total return during
the second quarter was 3.6% on a net asset value ("NAV") basis, compared to a
1.4% gain for the Standard & Poor's ("S&P") 500 Index. Year to date through June
30, 2005, the Trust's total return was 4.7% on an NAV basis versus a 0.8%
decline for the S&P 500 Index. The Trust's market price rose 5.5% during the
second quarter and 7.0% for the first half of 2005. The Trust's market price on
June 30, 2005 was $18.58, which equates to an 9.1% discount to its NAV of
$20.44.
Enclosed are the financial statements and the investment portfolio as of
June 30, 2005.
COMPARATIVE RESULTS
--------------------------------------------------------------------------------
AVERAGE ANNUAL RETURNS THROUGH JUNE 30, 2005 (A)
------------------------------------------------
Since
Year to Inception
Quarter Date 1 Year (11/28/03)
------- ---- ------ ----------
GABELLI DIVIDEND & INCOME TRUST NAV RETURN (B) .......................... 3.64% 4.68% 14.77% 10.89%
GABELLI DIVIDEND & INCOME TRUST INVESTMENT RETURN (C) ................... 5.45 6.99 14.15 1.59
S&P 500 Index ........................................................... 1.37 (0.81) 6.32 15.74
Dow Jones Industrial Average ............................................ (1.62) (3.50) 0.83 8.89
Nasdaq Composite Index .................................................. 2.89 (5.45) 0.45 4.93
(a) RETURNS REPRESENT PAST PERFORMANCE AND DO NOT GUARANTEE FUTURE RESULTS.
INVESTMENT RETURNS AND THE PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE.
WHEN SHARES ARE SOLD, THEY MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL
COST. CURRENT PERFORMANCE MAY BE LOWER OR HIGHER THAN THE PERFORMANCE DATA
PRESENTED. VISIT WWW.GABELLI.COM FOR PERFORMANCE INFORMATION AS OF THE MOST
RECENT MONTH END. INVESTORS SHOULD CONSIDER THE INVESTMENT OBJECTIVES,
RISKS AND CHARGES AND EXPENSES OF THE FUND CAREFULLY BEFORE INVESTING.
PERFORMANCE FIGURES FOR PERIODS LESS THAN ONE YEAR ARE NOT ANNUALIZED. THE
DOW JONES INDUSTRIAL AVERAGE IS AN UNMANAGED INDEX OF 30 LARGE
CAPITALIZATION STOCKS. THE S&P 500 AND THE NASDAQ COMPOSITE INDICES ARE
UNMANAGED INDICATORS OF STOCK MARKET PERFORMANCE. DIVIDENDS ARE CONSIDERED
REINVESTED EXCEPT FOR THE NASDAQ COMPOSITE INDEX.
(b) TOTAL RETURNS AND AVERAGE ANNUAL RETURNS REFLECT CHANGES IN NAV,
REINVESTMENT OF DISTRIBUTIONS AT NAV ON THE EX-DIVIDEND DATE AND ARE NET OF
EXPENSES. SINCE INCEPTION RETURN BASED ON AN INITIAL NAV OF $19.06.
(c) TOTAL RETURNS AND AVERAGE ANNUAL RETURNS REFLECT CHANGES IN CLOSING MARKET
VALUES ON THE NEW YORK STOCK EXCHANGE AND REINVESTMENT OF DISTRIBUTIONS ON
THE PAYABLE DATE. SINCE INCEPTION RETURN BASED ON AN INITIAL OFFERING PRICE
OF $20.00.
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We have separated the portfolio manager's commentary from the financial
statements and investment portfolio due to corporate governance regulations
stipulated by the Sarbanes-Oxley Act of 2002. We have done this to ensure that
the content of the portfolio manager's commentary is unrestricted. The financial
statements and investment portfolio are mailed separately. Both the commentary
and the financial statements, including the portfolio of investments, will be
available on our website at www.gabelli.com/funds.
--------------------------------------------------------------------------------
THE GABELLI DIVIDEND & INCOME TRUST
SUMMARY OF PORTFOLIO HOLDINGS (UNAUDITED)
The following table presents portfolio holdings as a percent of total
investments:
Financial Services ............................... 13.1%
U.S. Government Obligations ...................... 12.5%
Energy and Utilities: Oil ........................ 12.2%
Energy and Utilities: Integrated ................. 11.8%
Repurchase Agreements ............................ 8.6%
Telecommunications ............................... 6.4%
Energy and Utilities: Electric ................... 6.2%
Energy and Utilities: Natural Gas ................ 3.6%
Food and Beverage ................................ 3.5%
Diversified Industrial ........................... 2.9%
Health Care ...................................... 2.2%
Entertainment .................................... 1.7%
Consumer Products ................................ 1.4%
Automotive: Parts and Accessories ................ 1.3%
Retail ........................................... 1.3%
Specialty Chemicals .............................. 1.2%
Machinery ........................................ 1.1%
Cable and Satellite .............................. 1.1%
Broadcasting ..................................... 1.0%
Transportation ................................... 0.9%
Hotels and Gaming ................................ 0.8%
Energy and Utilities ............................. 0.6%
Agriculture ...................................... 0.6%
Computer Software and Services ................... 0.6%
Aerospace ........................................ 0.6%
Equipment and Supplies ........................... 0.6%
Metals and Mining ................................ 0.5%
Wireless Communications .......................... 0.3%
Communications Equipment ......................... 0.3%
Energy and Utilities: Water ...................... 0.3%
Real Estate Investment Trusts .................... 0.2%
Business Services ................................ 0.2%
Publishing ....................................... 0.2%
Aviation: Parts and Services ..................... 0.1%
Closed-End Funds ................................. 0.1%
------
100.0%
======
THE GABELLI DIVIDEND & INCOME TRUST (THE "FUND") FILES A COMPLETE SCHEDULE OF
PORTFOLIO HOLDINGS WITH THE SEC FOR THE FIRST AND THIRD QUARTERS OF EACH FISCAL
YEAR ON FORM N-Q, THE LAST OF WHICH WAS FILED FOR THE QUARTER ENDED MARCH 31,
2005. SHAREHOLDERS MAY OBTAIN THIS INFORMATION AT WWW.GABELLI.COM OR BY CALLING
THE FUND AT 800-GABELLI (800-422-3554). THE FUND'S FORM N-Q IS AVAILABLE ON THE
SEC'S WEBSITE AT WWW.SEC.GOV AND MAY ALSO BE REVIEWED AND COPIED AT THE
COMMISSION'S PUBLIC REFERENCE ROOM IN WASHINGTON, DC. INFORMATION ON THE
OPERATION OF THE PUBLIC REFERENCE ROOM MAY BE OBTAINED BY CALLING
1-800-SEC-0330.
PROXY VOTING
The Fund files Form N-PX with its complete proxy voting record for the 12
months ended June 30th, no later than August 31st of each year. A description of
the Fund's proxy voting policies and procedures are available without charge,
upon request, (i) by calling 800-GABELLI (800-422-3554); (ii) by writing to The
Gabelli Funds at One Corporate Center, Rye, NY 10580-1422; and (iii) by visiting
the Securities and Exchange Commission's website at www.sec.gov.
SHAREHOLDER MEETING -- MAY 9, 2005 -- FINAL RESULTS
The Annual Meeting of Shareholders was held on May 9, 2005 at the Hyatt
Regency in Old Greenwich, Connecticut. At that meeting, common and preferred
shareholders voting together as a single class elected Frank J. Fahrenkopf, Jr.,
Anthonie C. van Ekris and Salvatore J. Zizza as Trustees of the Trust. There
were 85,563,542 votes, 85,642,850 votes and 85,663,733 votes cast in favor of
each Trustee and 1,382,981 votes, 1,303,673 votes and 1,282,790 votes were
withheld for each Trustee, respectively. In addition, preferred shareholders
voting as a single class elected Anthony J. Colavita and James R. Conn as
Trustees of the Trust. There were 3,135,151 and 3,134,216 votes cast in favor of
each Trustee and 38,079 and 39,104 votes were withheld for each Trustee,
respectively.
Mario J. Gabelli, Mario d'Urso, Michael J. Melarkey, Karl Otto Pohl,
Salvatore M. Salibello and Edward T. Tokar continue to serve in their capacities
as Trustees of the Trust.
We thank you for your participation and appreciate your continued support.
2
THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS
JUNE 30, 2005 (UNAUDITED)
MARKET
SHARES COST VALUE
---------- -------- --------
COMMON STOCKS -- 74.3%
AEROSPACE -- 0.4%
10,000 Goodrich Corp. ........... $ 281,823 $ 409,600
30,000 Kaman Corp., Cl. A ....... 382,348 541,200
350,000 Titan Corp.+ ............. 6,788,991 7,959,000
-------------- --------------
7,453,162 8,909,800
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AGRICULTURE -- 0.5%
490,000 Archer-Daniels-Midland Co. 8,062,273 10,476,200
-------------- --------------
AUTOMOTIVE: PARTS AND ACCESSORIES -- 1.3%
490,000 Dana Corp. ............... 9,868,146 7,354,900
455,000 Genuine Parts Co. ........ 15,537,978 18,695,950
-------------- --------------
25,406,124 26,050,850
-------------- --------------
BROADCASTING -- 0.5%
280,000 Clear Channel
Communications Inc. .... 8,766,852 8,660,400
20,000 Liberty Corp. ............ 923,714 736,200
-------------- --------------
9,690,566 9,396,600
-------------- --------------
CABLE AND SATELLITE -- 1.1%
14,200 Cogeco Inc. .............. 276,997 311,306
100,000 DIRECTV Group Inc.+ ...... 1,745,733 1,550,000
295,000 EchoStar Communications
Corp., Cl. A ........... 9,030,542 8,894,250
90,001 Liberty Global Inc., Cl. A+ 3,598,648 4,200,333
210,000 Rogers Communications
Inc., Cl. B 4,780,833 6,904,800
-------------- --------------
19,432,753 21,860,689
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COMMUNICATIONS EQUIPMENT -- 0.0%
20,000 Thomas & Betts Corp.+ 629,282 564,800
-------------- --------------
COMPUTER SOFTWARE AND SERVICES -- 0.6%
50,000 Ask Jeeves Inc.+ ......... 1,429,605 1,509,500
250,000 Storage Technology Corp.+ 9,103,515 9,072,500
25,000 SunGard Data Systems Inc.+ 861,210 879,250
-------------- --------------
11,394,330 11,461,250
-------------- --------------
CONSUMER PRODUCTS -- 1.4%
15,000 Altria Group Inc. ........ 750,667 969,900
19,000 Avon Products Inc. ....... 698,781 719,150
30,000 Eastman Kodak Co. ........ 766,883 805,500
135,000 Gallaher Group plc, ADR .. 6,687,854 8,005,500
70,000 Gillette Co. ............. 3,459,076 3,544,100
1,000 Kimberly-Clark Corp. ..... 53,184 62,590
30,000 Maytag Corp. ............. 471,625 469,800
90,000 Procter & Gamble Co. ..... 4,748,057 4,747,500
719,500 Swedish Match AB ......... 7,274,631 8,174,200
-------------- --------------
24,910,758 27,498,240
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MARKET
SHARES COST VALUE
---------- -------- --------
DIVERSIFIED INDUSTRIAL -- 2.4%
250,000 Bouygues SA .............. $ 7,681,198 $ 10,364,983
130,000 Cooper Industries Ltd., Cl. A 8,067,358 8,307,000
350,000 General Electric Co. ..... 11,076,517 12,127,500
200,000 Honeywell International Inc. 6,549,070 7,326,000
30,000 ITT Industries Inc. ...... 2,489,631 2,928,900
100,000 Sonoco Products Co. ...... 2,400,642 2,650,000
1,000 Textron Inc. ............. 51,500 75,850
1,051,000 Tomkins plc .............. 5,080,148 4,924,237
24,000 Tomkins plc, ADR ......... 472,419 456,480
-------------- --------------
43,868,483 49,160,950
-------------- --------------
ENERGY AND UTILITIES: ELECTRIC -- 6.2%
30,000 Allegheny Energy Inc.+ ... 438,040 756,600
120,000 ALLETE Inc. .............. 3,983,448 5,988,000
305,000 American Electric
Power Co. Inc. ......... 9,047,393 11,245,350
20,000 Cleco Corp. .............. 349,431 431,400
377,000 DPL Inc. ................. 7,269,715 10,348,650
17,500 DTE Energy Co. ........... 667,957 818,475
270,000 Duquesne Light
Holdings Inc. .......... 4,812,167 5,043,600
237,000 Electric Power
Development Co. Ltd. ... 6,918,340 6,859,345
210,000 FPL Group Inc. ........... 7,085,085 8,832,600
610,000 Great Plains Energy Inc. . 18,714,180 19,452,900
600,000 Pepco Holdings Inc. ...... 11,391,942 14,364,000
220,000 Pinnacle West Capital Corp. 8,566,123 9,779,000
500,000 Southern Co. ............. 14,779,215 17,335,000
500,000 Unisource Energy Corp. ... 12,298,314 15,375,000
-------------- --------------
106,321,350 126,629,920
-------------- --------------
ENERGY AND UTILITIES: INTEGRATED -- 11.8%
12,000 Alliant Energy Corp. ..... 305,115 337,800
410,000 Ameren Corp. ............. 18,428,777 22,673,000
35,000 Avista Corp. ............. 610,184 650,650
11,000 Black Hills Corp. ........ 335,198 405,350
22,800 Central Vermont Public
Service Corp. .......... 446,712 421,800
32,100 CH Energy Group Inc. ..... 1,481,792 1,561,023
108,000 Chubu Electric
Power Co. Inc. ......... 2,458,019 2,590,208
121,500 Chugoku Electric
Power Co. Inc. ......... 2,194,052 2,371,720
330,000 Cinergy Corp. ............ 12,511,142 14,790,600
167,000 CONSOL Energy Inc. ....... 3,852,748 8,947,860
200,000 Consolidated Edison Inc. 8,201,972 9,368,000
4,000 Dominion Resources Inc. .. 271,053 293,560
200,000 Duke Energy Corp. ........ 4,255,621 5,946,000
430,000 Edison SpA+ .............. 1,002,090 957,475
150,000 El Paso Corp. ............ 1,485,360 1,728,000
See accompanying notes to financial statements.
3
THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (CONTINUED)
JUNE 30, 2005 (UNAUDITED)
MARKET
SHARES COST VALUE
---------- -------- --------
COMMON STOCKS (CONTINUED)
ENERGY AND UTILITIES: INTEGRATED (CONTINUED)
6,500 Empire District
Electric Co. ........... $ 144,112 $ 155,740
300,000 Enel SpA ................. 2,324,318 2,613,936
47,000 Enel SpA, ADR ............ 1,839,336 2,040,270
139,500 Energy East Corp. ........ 3,166,127 4,042,710
220,000 FirstEnergy Corp. ........ 7,886,725 10,584,200
130,000 Hawaiian Electric
Industries Inc. ........ 3,045,840 3,485,300
250,000 Hera SpA ................. 552,073 696,596
121,500 Hokkaido Electric
Power Co. Inc. ......... 2,282,208 2,486,746
121,500 Hokuriku Electric
Power Co. .............. 2,131,359 2,316,946
121,500 Kansai Electric
Power Co. Inc. ......... 2,333,021 2,442,927
69,500 Korea Electric Power
Corp., ADR ............. 995,325 1,089,065
121,500 Kyushu Electric
Power Co. Inc. ......... 2,374,466 2,640,114
25,000 Maine & Maritimes Corp. .. 746,488 612,500
4,000 MGE Energy Inc. .......... 132,594 145,520
40,000 National Grid
Transco plc, ADR ....... 1,588,564 1,950,800
260,000 NiSource Inc. ............ 5,433,717 6,429,800
600,000 NSTAR .................... 14,242,809 18,498,000
500,000 OGE Energy Corp. ......... 12,037,779 14,470,000
60,000 Ormat Technologies Inc. .. 900,000 1,146,000
330,000 Progress Energy Inc. ..... 14,816,426 14,929,200
310,000 Public Service Enterprise
Group Inc. ............. 13,620,343 18,854,200
220,000 Scottish Power plc,
ADR .................... 6,417,661 7,832,000
121,500 Shikoku Electric
Power Co. Inc. ......... 2,264,565 2,421,017
2,000 TECO Energy Inc. ......... 27,648 37,820
121,500 Tohoku Electric
Power Co. Inc. ......... 2,112,763 2,590,817
108,000 Tokyo Electric
Power Co. Inc. ......... 2,545,172 2,575,602
1,000 TXU Corp. ................ 28,289 83,090
60,000 Vectren Corp. ............ 1,483,577 1,723,800
450,000 Westar Energy Inc. ....... 8,854,560 10,813,500
90,000 Wisconsin Energy Corp. ... 2,844,518 3,510,000
150,000 WPS Resources Corp. ...... 6,859,066 8,437,500
800,000 Xcel Energy Inc. ......... 13,706,887 15,616,000
-------------- --------------
197,578,171 240,314,762
-------------- --------------
MARKET
SHARES COST VALUE
---------- -------- --------
ENERGY AND UTILITIES: NATURAL GAS -- 3.6%
8,500 AGL Resources Inc. ....... $ 231,031 $ 328,525
100,000 Atmos Energy Corp. ........ 2,487,349 2,880,000
14,800 Delta Natural Gas Co. Inc. 374,076 382,728
6,000 Energen Corp. ............ 124,550 210,300
380,000 KeySpan Corp. ............ 13,740,598 15,466,000
20,000 Kinder Morgan Energy
Partners LP ............ 824,553 1,018,400
50,000 Laclede Group Inc. ....... 1,380,807 1,588,000
300,000 National Fuel Gas Co. .... 7,226,378 8,673,000
215,000 Nicor Inc. ............... 7,320,919 8,851,550
220,000 ONEOK Inc. ............... 4,686,840 7,183,000
250,000 Peoples Energy Corp. ..... 10,457,700 10,865,000
300,000 SEMCO Energy Inc.+ ....... 1,686,087 1,797,000
200,000 Sempra Energy ............ 5,764,549 8,262,000
12,000 South Jersey Industries Inc. 497,736 733,440
20,000 Southern Union Co.+ ...... 457,198 491,000
167,800 Southwest Gas Corp. ...... 4,009,556 4,280,578
-------------- --------------
61,269,927 73,010,521
-------------- --------------
ENERGY AND UTILITIES: OIL -- 12.2%
10,000 Amerada Hess Corp. ....... 830,468 1,065,100
7,000 Anadarko Petroleum Corp. 391,850 575,050
38,000 Apache Corp. ............. 1,678,926 2,454,800
20,000 Baker Hughes Inc. ........ 759,763 1,023,200
26,900 BG Group plc, ADR ........ 1,049,832 1,119,040
160,000 BP plc, ADR .............. 7,479,063 9,980,800
80,000 Burlington Resources Inc. 3,248,465 4,419,200
5,000 Chesapeake Energy Corp. .. 65,489 114,000
150,000 Chevron Corp. ............ 7,889,415 8,388,000
1,000 Cimarex Energy Co.+ ...... 28,300 38,910
420,000 ConocoPhillips ........... 15,095,391 24,145,800
20,000 Cooper Cameron Corp.+ .... 1,103,787 1,241,000
60,000 Devon Energy Corp. ....... 2,266,223 3,040,800
290,000 Diamond Offshore
Drilling Inc. .......... 6,904,634 15,494,700
75,000 Eni SpA, ADR ............. 6,854,713 9,615,000
225,000 Exxon Mobil Corp. ........ 10,427,149 12,930,750
200,000 Halliburton Co. .......... 5,839,449 9,564,000
140,000 Kaneb Services LLC ....... 6,027,731 6,059,200
89,994 Kerr-McGee Corp. ......... 4,654,992 6,867,442
283,000 Marathon Oil Corp. ....... 8,736,357 15,103,710
200,000 Murphy Oil Corp. ......... 7,688,489 10,446,000
2,000 Nabors Industries Ltd.+ .. 97,350 121,240
5,000 Noble Corp. .............. 254,820 307,550
190,000 Occidental Petroleum Corp. 9,068,488 14,616,700
10,000 PetroChina Co. Ltd., ADR 647,279 734,500
500 PetroKazakhstan Inc.,
Cl. A .................. 18,675 18,290
54,000 Premcor Inc. ............. 3,702,949 4,005,720
See accompanying notes to financial statements.
4
THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (CONTINUED)
JUNE 30, 2005 (UNAUDITED)
MARKET
SHARES COST VALUE
---------- -------- --------
COMMON STOCKS (CONTINUED)
ENERGY AND UTILITIES: OIL (CONTINUED)
280,000 Repsol YPF SA, ADR ....... $ 5,930,532 $ 7,036,400
200,000 Royal Dutch
Petroleum Co. .......... 9,567,840 12,980,000
40,000 Schlumberger Ltd. ........ 2,128,651 3,037,600
1,000 Seitel Inc.+ ............. 1,285 1,460
940,000 Statoil ASA, ADR ......... 10,512,511 19,082,003
100,000 Sunoco Inc. .............. 8,156,500 11,368,000
102,000 Total SA, ADR ............ 9,153,120 11,918,700
17,000 Transocean Inc.+ ......... 803,094 917,490
290,000 Unocal Corp. ............. 16,309,189 18,864,500
-------------- --------------
175,372,769 248,696,655
-------------- --------------
ENERGY AND UTILITIES: WATER -- 0.3%
11,000 American States Water Co. 273,608 323,070
40,000 Aqua America Inc. ........ 873,090 1,189,600
4,000 Artesian Resources Corp.,
Cl. A .................. 113,635 118,440
3,000 California Water
Service Group .......... 94,710 112,620
5,000 Connecticut Water
Service Inc. ........... 128,138 124,950
6,000 Middlesex Water Co. ...... 111,082 116,520
21,466 Pennichuck Corp. ......... 417,619 410,430
45,800 SJW Corp. ................ 1,536,525 2,153,058
11,500 Southwest Water Co. ...... 136,325 136,045
36,000 United Utilities plc, ADR 774,333 861,480
11,000 Veolia Environnement ..... 304,150 413,595
6,000 York Water Co. ........... 115,031 126,840
-------------- --------------
4,878,246 6,086,648
-------------- --------------
ENTERTAINMENT -- 1.4%
2,000 Grupo Televisa SA, ADR ... 79,516 124,180
500,000 The Walt Disney Co. ...... 11,529,759 12,590,000
490,000 Time Warner Inc.+ ........ 8,379,385 8,187,900
250,000 Vivendi Universal SA, ADR 7,761,402 7,832,500
-------------- --------------
27,750,062 28,734,580
-------------- --------------
EQUIPMENT AND SUPPLIES -- 0.5%
115,000 CIRCOR International Inc. 2,094,187 2,837,050
1,100 CUNO Inc.+ ............... 78,407 78,584
29,000 Lufkin Industries Inc. ... 457,313 1,043,420
46,800 Mueller Industries Inc. .. 2,071,647 1,268,280
198,000 RPC Inc. ................. 1,966,659 3,350,160
11,000 Weatherford
International Ltd.+ .... 520,533 637,780
-------------- --------------
7,188,746 9,215,274
-------------- --------------
MARKET
SHARES COST VALUE
---------- -------- --------
FINANCIAL SERVICES -- 12.3%
360,000 Alliance Capital
Management
Holding LP ............. $ 12,088,737 $ 16,826,400
360,000 American Express Co. ..... 18,313,522 19,162,800
285,000 American International
Group Inc. ............. 17,423,364 16,558,500
120,000 AmSouth Bancorporation ... 2,973,948 3,120,000
510,000 Bank of America Corp. .... 20,565,031 23,261,100
361,400 Bank of New York
Co. Inc. ............... 11,720,504 10,401,092
3,000 BlackRock, Inc., Cl. A ... 217,161 241,350
420,000 Citigroup Inc. ........... 20,378,842 19,416,600
100,000 Commercial Federal Corp. 3,392,200 3,368,000
30,000 Deutsche Bank AG, ADR .... 2,456,595 2,337,000
100,200 Fidelity National
Financial Inc. ......... 4,276,588 3,576,138
145,000 Fifth Third Bancorp ...... 6,516,066 5,975,450
100,000 First Horizon
National Corp. ......... 4,259,774 4,220,000
30,000 Flushing Financial Corp. . 580,605 552,000
27,000 Hartford Financial Services
Group Inc. ............. 1,748,090 2,019,060
55,000 Hibernia Corp., Cl. A .... 1,766,289 1,824,900
60,000 Janus Capital Group Inc. 896,299 902,400
510,000 JPMorgan Chase & Co. ..... 18,568,142 18,013,200
50,000 KeyCorp .................. 1,418,288 1,657,500
380,000 MBNA Corp. ............... 10,017,562 9,940,800
15,000 Merrill Lynch & Co. Inc. 833,066 825,150
135,000 Morgan Stanley ........... 6,866,538 7,083,450
180,000 New York Community
Bancorp Inc. ........... 3,510,993 3,261,600
4,000 NewAlliance
Bancshares Inc. ........ 59,954 56,200
30,000 North Fork
Bancorporation Inc. .... 729,176 842,700
230,000 PNC Financial
Services Group Inc. .... 12,320,902 12,525,800
130,000 Popular Inc. ............. 3,082,073 3,274,700
1,000 Progressive Corp. ........ 89,520 98,810
289,010 Sovereign Bancorp Inc. ... 6,349,625 6,456,484
293,800 St. Paul Travelers
Companies Inc. ......... 11,055,903 11,613,914
15,000 Sterling Bancorp ......... 341,301 320,250
60,000 T. Rowe Price Group Inc. 3,056,819 3,756,000
6,334 United Fire &
Casualty Co. ........... 151,995 281,356
5,000 Unitrin Inc. ............. 187,486 245,500
14,490 Valley National Bancorp .. 378,581 338,776
245,000 Wachovia Corp. ........... 11,347,420 12,152,000
See accompanying notes to financial statements.
5
THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (CONTINUED)
JUNE 30, 2005 (UNAUDITED)
MARKET
SHARES COST VALUE
---------- -------- --------
COMMON STOCKS (CONTINUED)
FINANCIAL SERVICES (CONTINUED)
290,300 Waddell & Reed
Financial Inc., Cl. A .... $ 6,628,048 $ 5,370,550
32,000 Washington Mutual Inc. ... 1,266,593 1,302,080
3,500 Webster Financial Corp. .. 155,536 163,415
130,000 Wells Fargo & Co. ........ 7,427,111 8,005,400
100,000 Wilmington Trust Corp. ... 3,578,188 3,601,000
87,300 Zions Bancorporation ..... 5,691,463 6,419,169
-------------- --------------
244,685,898 251,368,594
-------------- --------------
FOOD AND BEVERAGE -- 3.5%
120,000 Anheuser-Busch
Companies Inc. ........... 5,621,318 5,490,000
20,000 Campbell Soup Co. ........ 564,258 615,400
150,000 Coca-Cola Co. ............ 6,659,079 6,262,500
180,000 ConAgra Foods Inc. ....... 4,818,670 4,168,800
450,000 Dreyer's Grand Ice Cream
Holdings Inc., Cl. A ... 34,980,592 36,630,000
165,000 General Mills Inc. ....... 7,568,765 7,720,350
80,000 Heinz (H.J.) Co. ......... 2,950,151 2,833,600
1,000 Kellogg Co. .............. 35,550 44,440
35,000 Kraft Foods Inc., Cl. A .. 1,114,741 1,113,350
290,000 Sara Lee Corp. ........... 6,455,319 5,744,900
1,000 Wrigley (Wm.) Jr. Co. .... 55,998 68,840
-------------- --------------
70,824,441 70,692,180
-------------- --------------
HEALTH CARE -- 2.2%
145,000 Bristol-Myers Squibb Co. 3,552,525 3,622,100
150,000 Eli Lilly & Co. .......... 9,066,485 8,356,500
160,000 Eon Labs Inc.+ ........... 4,850,300 4,902,400
220,000 Merck & Co. Inc. ......... 8,376,601 6,776,000
50,000 Owens & Minor Inc. ....... 1,240,047 1,617,500
585,000 Pfizer Inc. .............. 17,779,446 16,134,300
85,000 Renal Care Group Inc.+ ... 3,908,289 3,918,500
10,000 Wyeth .................... 398,480 445,000
-------------- --------------
49,172,173 45,772,300
-------------- --------------
HOTELS AND GAMING -- 0.8%
2,000,000 Hilton Group plc ......... 9,246,478 10,257,465
250,000 Hilton Hotels Corp. ...... 4,259,449 5,962,500
-------------- --------------
13,505,927 16,219,965
-------------- --------------
MACHINERY -- 1.1%
350,000 CNH Global NV ............ 6,922,214 6,611,500
235,000 Deere & Co. .............. 15,857,224 15,390,150
-------------- --------------
22,779,438 22,001,650
-------------- --------------
METALS AND MINING -- 0.4%
10,000 Arch Coal Inc. ........... 314,774 544,700
6,000 BHP Billiton Ltd., ADR ... 161,066 163,800
MARKET
SHARES COST VALUE
---------- -------- --------
1,000 Fording Canadian
Coal Trust ............. $ 32,950 $ 92,200
120,000 Freeport-McMoRan Copper
& Gold Inc., Cl. B ..... 4,389,476 4,492,800
24,000 Inco Ltd. ................ 911,698 906,000
10,000 Massey Energy Co. ........ 235,475 377,200
12,000 Peabody Energy Corp. ..... 291,734 624,480
1,000 Rio Tinto plc, ADR ....... 127,360 121,920
3,000 Westmoreland Coal Co.+ ... 52,605 61,740
-------------- --------------
6,517,138 7,384,840
-------------- --------------
PUBLISHING -- 0.2%
200,000 Reader's Digest
Association Inc. ....... 2,978,081 3,300,000
-------------- --------------
REAL ESTATE -- 0.0%
8,000 Brascan Corp., Cl. A ..... 186,196 305,280
-------------- --------------
REAL ESTATE INVESTMENT TRUSTS -- 0.2%
152,000 Catellus Development
Corp ................... 5,023,200 4,985,600
-------------- --------------
RETAIL -- 1.3%
515,000 Albertson's Inc. ......... 11,858,900 10,650,200
165,300 Ingles Markets Inc., Cl. A 1,871,885 2,276,181
17,500 Neiman Marcus Group
Inc., Cl. B ............ 1,690,180 1,692,250
550,000 Safeway Inc. ............. 11,783,291 12,424,500
-------------- --------------
27,204,256 27,043,131
-------------- --------------
SPECIALTY CHEMICALS -- 1.2%
65,000 Ashland Inc. ............. 2,904,580 4,671,550
145,200 Dow Chemical Co. ......... 5,775,117 6,465,756
215,000 E.I. du Pont de
Nemours and Co. ........ 9,586,273 9,247,150
200,000 Ferro Corp. .............. 3,966,201 3,972,000
40,000 Olin Corp. ............... 701,828 729,600
-------------- --------------
22,933,999 25,086,056
-------------- --------------
TELECOMMUNICATIONS -- 5.9%
900,000 AT&T Corp. ............... 17,011,477 17,136,000
650,000 BCE Inc. ................. 14,200,755 15,392,000
205,000 BellSouth Corp. .......... 5,462,246 5,446,850
74,000 BT Group plc, ADR ........ 2,312,412 3,078,400
30,000 CenturyTel Inc. .......... 881,776 1,038,900
155,000 Citizens Communications
Co ..................... 2,101,394 2,083,200
15,000 Commonwealth Telephone
Enterprises Inc. ....... 753,222 628,650
50,000 Compania de
Telecomunicaciones de
Chile SA, ADR .......... 607,686 508,500
See accompanying notes to financial statements.
6
THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (CONTINUED)
JUNE 30, 2005 (UNAUDITED)
MARKET
SHARES COST VALUE
---------- -------- --------
COMMON STOCKS (CONTINUED)
TELECOMMUNICATIONS (CONTINUED)
100,000 Deutsche Telekom
AG, ADR ................ $ 1,796,995 $ 1,842,000
55,000 France Telecom SA, ADR ... 1,338,443 1,602,700
220,000 Hellenic Telecommunications
Organization SA, ADR+ .. 1,724,294 2,123,000
15,000 Manitoba Telecom
Services Inc. .......... 506,117 571,743
250,000 MCI Inc. ................. 6,045,123 6,427,500
225,000 Qwest Communications
International Inc.+ .... 775,852 834,750
300,000 SBC Communications Inc. .. 7,416,654 7,125,000
840,000 Sprint Corp. ............. 15,078,016 21,075,600
345,000 TDC A/S, ADR ............. 6,016,102 7,386,450
12,000 Telecom Corp. of New
Zealand Ltd., ADR ...... 322,396 403,080
42,000 Telecom Italia SpA, ADR .. 1,285,636 1,315,020
26,000 Telefonica SA, ADR ....... 1,107,367 1,271,400
290,000 Telefonos de Mexico SA de
CV, Cl. L, ADR ......... 4,796,770 5,478,100
160,000 Telstra Corp. Ltd., ADR .. 2,939,066 3,096,000
130,000 TELUS Corp., Non-Voting .. 2,381,462 4,435,582
300,000 Verizon Communications
Inc .................... 10,168,118 10,365,000
-------------- --------------
107,029,379 120,665,425
-------------- --------------
TRANSPORTATION -- 0.7%
8,000 Frontline Ltd. ............ 238,294 321,920
210,000 GATX Corp. ............... 5,512,154 7,245,000
24,000 Golden Ocean Group Ltd.+ . 14,400 15,610
98,200 Overnite Corp. ........... 4,188,124 4,220,636
6,000 Ship Finance
International Ltd. ..... 122,491 113,460
42,000 Teekay Shipping Corp. .... 1,312,136 1,843,800
-------------- --------------
11,387,599 13,760,426
-------------- --------------
WIRELESS COMMUNICATIONS -- 0.3%
18,598 Crown Castle
International Corp.+ ... 297,598 377,911
120,000 O2 plc+ .................. 265,967 292,943
110,000 United States
Cellular Corp.+ ........ 5,022,195 5,493,400
3,000 Vimpel-Communications,
ADR+ ................... 91,155 102,090
-------------- --------------
5,676,915 6,266,344
-------------- --------------
TOTAL COMMON
STOCKS ................. 1,321,111,642 1,512,919,530
-------------- --------------
MARKET
SHARES COST VALUE
---------- -------- --------
PREFERRED STOCKS -- 0.1%
CLOSED-END FUNDS -- 0.1%
69,100 General American Investors Co. Inc.,
5.950% Cumulative Pfd.,
Ser. B ................. $ 1,712,369 $ 1,733,719
-------------- --------------
CONVERTIBLE PREFERRED STOCKS -- 2.9%
AEROSPACE -- 0.1%
5,000 Coltec Capital Trust,
5.250% Cv. Pfd. ........ 245,475 248,750
8,315 Northrop Grumman Corp.,
7.000% Cv. Pfd., Ser. B 997,555 1,039,375
-------------- --------------
1,243,030 1,288,125
-------------- --------------
AUTOMOTIVE -- 0.0%
20,000 General Motors Corp.,
4.500% Cv. Pfd., Ser. A 518,910 486,400
-------------- --------------
AVIATION: PARTS AND SERVICES -- 0.1%
28,000 Sequa Corp.,
$5.00 Cv. Pfd. ......... 2,618,490 2,744,000
-------------- --------------
BROADCASTING -- 0.0%
20,460 Emmis Communications Corp.,
6.250% Cv. Pfd., Ser. A 960,081 855,842
-------------- --------------
BUILDING AND CONSTRUCTION -- 0.0%
200 Fleetwood Capital Trust,
6.000% Cv. Pfd.+ ....... 6,210 9,600
-------------- --------------
BUSINESS SERVICES -- 0.1%
30,000 Allied Waste Industries Inc.,
6.250% Cv. Pfd. ........ 1,631,522 1,382,100
-------------- --------------
DIVERSIFIED INDUSTRIAL -- 0.5%
179,400 Owens-Illinois Inc.,
4.750% Cv. Pfd. ........ 5,956,159 7,269,288
80,502 Smurfit-Stone Container Corp.,
7.000% Cv. Pfd., Ser. A 2,008,346 1,865,231
1,000 U.S. Steel Corp.,
7.000% Cv. Pfd., Ser. B 88,510 110,935
-------------- --------------
8,053,015 9,245,454
-------------- --------------
ENERGY AND UTILITIES -- 0.6%
Chesapeake Energy Corp.,
5,000 5.000% Cv. Pfd. (a) ...... 512,500 575,000
20,000 5.000% Cv. Pfd. .......... 2,193,750 2,967,400
2,700 6.000% Cv. Pfd. .......... 194,400 310,500
20,000 CMS Energy Corp.,
4.500% Cv. Pfd., Ser. B 1,069,062 1,592,500
130,000 El Paso Corp. Capital Trust I,
4.750% Cv. Pfd., Ser. C 4,680,219 4,946,500
See accompanying notes to financial statements.
7
THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (CONTINUED)
JUNE 30, 2005 (UNAUDITED)
MARKET
SHARES COST VALUE
---------- -------- --------
CONVERTIBLE PREFERRED STOCKS (CONTINUED)
ENERGY AND UTILITIES (CONTINUED)
40,000 Hanover Compressor
Capital Trust,
7.250% Cv. Pfd. ........ $ 1,999,453 $ 1,910,000
-------------- --------------
10,649,384 12,301,900
-------------- --------------
ENTERTAINMENT -- 0.2%
164,000 Six Flags Inc.,
7.250% Cv. Pfd., Ser. B 3,804,043 3,335,760
-------------- --------------
FINANCIAL SERVICES -- 0.8%
5,920 Doral Financial Corp.,
4.750% Cv. Pfd. (a) .... 1,313,670 964,960
215,000 National Australia Bank Ltd.,
7.875% Cv. Pfd. ........ 8,179,114 8,385,000
138,900 Newell Financial Trust,
5.250% Cv. Pfd. ........ 6,516,450 6,042,150
-------------- --------------
16,009,234 15,392,110
-------------- --------------
HEALTH CARE -- 0.0%
10,000 Omnicare Inc.,
4.000% Cv. Pfd., Ser. B 605,400 580,000
-------------- --------------
METALS AND MINING -- 0.1%
9,750 Arch Coal Inc.,
5.000% Cv. Pfd. ........ 733,750 1,291,875
6,000 Phelps Dodge Corp.,
6.750% Cv. Pfd. ........ 1,002,916 1,177,500
-------------- --------------
1,736,666 2,469,375
-------------- --------------
REAL ESTATE INVESTMENT TRUSTS -- 0.0%
2,100 Equity Office Properties Trust,
5.250% Cv. Pfd., Ser. B 104,120 107,583
-------------- --------------
TELECOMMUNICATIONS -- 0.4%
39,500 Cincinnati Bell Inc.,
6.750% Cv. Pfd., Ser. B 1,682,413 1,781,450
121,000 Crown Castle International Corp.,
6.250% Cv. Pfd.+ ....... 5,568,000 5,853,375
-------------- --------------
7,250,413 7,634,825
-------------- --------------
TRANSPORTATION -- 0.0%
1,500 GATX Corp.,
$2.50 Cv. Pfd. ......... 199,475 256,875
982 Kansas City Southern,
4.250% Cv. Pfd. ........ 551,884 713,693
-------------- --------------
751,359 970,568
-------------- --------------
TOTAL CONVERTIBLE
PREFERRED STOCKS ....... 55,941,877 58,803,642
-------------- --------------
PRINCIPAL MARKET
AMOUNT COST VALUE
---------- -------- --------
CONVERTIBLE CORPORATE BONDS -- 1.6%
AEROSPACE -- 0.1%
$ 1,000,000 GenCorp Inc., Sub. Deb. Cv.,
5.750%, 04/15/07 ....... $ 991,378 $ 1,107,500
-------------- --------------
AGRICULTURE -- 0.1%
600,000 Bunge Ltd. Financial Corp., Cv.,
3.750%, 11/15/22 ....... 620,604 1,188,000
-------------- --------------
AUTOMOTIVE: PARTS AND ACCESSORIES -- 0.0%
500,000 Standard Motor Products Inc.,
Sub. Deb. Cv.,
6.750%, 07/15/09 ....... 478,477 475,000
-------------- --------------
BROADCASTING -- 0.5%
13,240,000 Sinclair Broadcast Group Inc.,
Sub. Deb. Cv.,
6.000%, 09/15/12 ....... 10,731,035 11,154,700
-------------- --------------
BUSINESS SERVICES -- 0.1%
Trans-Lux Corp., Sub. Deb. Cv.,
950,000 8.250%, 03/01/2012 ..... 946,705 954,750
2,000,000 7.500%, 12/01/2006 ..... 2,003,357 1,997,500
-------------- --------------
2,950,062 2,952,250
-------------- --------------
COMMUNICATIONS EQUIPMENT -- 0.3%
3,600,000 Agere Systems Inc.,
Sub. Deb. Cv.,
6.500%, 12/15/09 ....... 3,720,472 3,645,000
2,000,000 TriQuint Semiconductor Inc.,
Sub. Deb. Cv.,
4.000%, 03/01/07 ....... 1,950,416 1,952,500
-------------- --------------
5,670,888 5,597,500
-------------- --------------
ENTERTAINMENT -- 0.1%
1,000,000 The Walt Disney Co., Cv.,
2.125%, 04/15/23 ....... 1,024,858 1,031,250
-------------- --------------
EQUIPMENT AND SUPPLIES -- 0.1%
1,000,000 Robbins & Myers Inc.,
Sub. Deb. Cv.,
8.000%, 01/31/08 ....... 1,010,500 1,030,000
-------------- --------------
FINANCIAL SERVICES -- 0.0%
250,000 AON Corp., Deb. Cv.,
3.500%, 11/15/12 ....... 281,580 313,438
-------------- --------------
FOOD AND BEVERAGE -- 0.0%
1,550,000 Parmalat Soparfi SA,
Sub. Deb. Cv.,
6.125%, 05/23/32+ (b) .. 981,615 750,296
-------------- --------------
See accompanying notes to financial statements.
8
THE GABELLI DIVIDEND & INCOME TRUST
SCHEDULE OF INVESTMENTS (CONTINUED)
JUNE 30, 2005 (UNAUDITED)
PRINCIPAL MARKET
AMOUNT COST VALUE
---------- -------- --------
CONVERTIBLE CORPORATE BONDS (CONTINUED)
METALS AND MINING -- 0.0%
$ 400,000 Inco Ltd., Cv.,
Zero Coupon, 03/29/21 .. $ 405,729 $ 404,000
-------------- --------------
REAL ESTATE -- 0.0%
Palm Harbor Homes Inc., Cv.,
100,000 3.250%, 05/15/2024 ..... 83,730 90,125
1,000,000 3.250%, 05/15/2024 (a) . 972,058 901,250
-------------- --------------
1,055,788 991,375
-------------- --------------
TELECOMMUNICATIONS -- 0.1%
2,000,000 Nortel Networks Corp., Cv.,
4.250%, 09/01/08 ....... 1,940,639 1,875,000
-------------- --------------
TRANSPORTATION -- 0.2%
2,700,000 GATX Corp., Cv.,
7.500%, 02/01/07 ....... 2,955,692 3,148,875
-------------- --------------
TOTAL CONVERTIBLE
CORPORATE BONDS ........ 31,098,845 32,019,184
-------------- --------------
CORPORATE BONDS -- 0.0%
DIVERSIFIED INDUSTRIAL -- 0.0%
1,000,000 WHX Corp.,
10.500%, 04/15/06 (b) .. 959,111 975,000
-------------- --------------
SHORT-TERM OBLIGATIONS -- 21.1%
REPURCHASE AGREEMENTS -- 8.6%
100,000,000 ABN Amro, 2.650%,
dated 06/30/05, due 07/01/05,
proceeds at maturity,
$100,007,361 (c) ....... 100,000,000 100,000,000
75,000,000 Barclays Capital Inc., 2.850%,
dated 06/30/05, due 07/01/05,
proceeds at maturity,
$75,005,938 (d) ........ 75,000,000 75,000,000
-------------- --------------
175,000,000 175,000,000
-------------- --------------
PRINCIPAL MARKET
AMOUNT COST VALUE
---------- -------- --------
U.S. GOVERNMENT OBLIGATIONS -- 12.5%
$255,606,000 U.S. Treasury Bills,
2.681% to 3.221%++,
07/07/05 to 10/20/05 ... $ 254,989,397 $ 254,982,040
-------------- --------------
TOTAL SHORT-TERM
OBLIGATIONS ............ 429,989,397 429,982,040
-------------- --------------
TOTAL INVESTMENTS -- 100.0% ............ $1,840,813,241 2,036,433,115
==============
LIABILITIES IN EXCESS OF OTHER ASSETS ................... (3,754,448)
PREFERRED STOCK
(3,208,800 preferred shares outstanding) .............. (300,000,000)
--------------
NET ASSETS -- COMMON SHARES
(84,777,505 common shares outstanding) ................ $1,732,678,667
==============
NET ASSET VALUE PER COMMON SHARE
($1,732,678,667 / 84,777,505 shares outstanding) $20.44
======
------------------
(a) Security exempt from registration under Rule 144A of the Securities Act of
1933, as amended. These securities may be resold in transactions exempt
from registration, normally to qualified institutional buyers. At June 30,
2005, the Rule 144A securities are considered liquid and the market value
amounted to $2,441,210 or 0.12% of total investments.
(b) Security in default.
(c) Collateralized by U.S. Treasury Bonds, 5.250%, 7.500%, 8.000% and 8.125%,
due 11/15/28, 11/15/24, 11/15/21 and 08/15/21, respectively, market values
$29,558,580, $8,564,940, $36,093,720 and $27,782,760, respectively.
(d) Collateralized by U.S. Treasury Bonds, 7.500%, due 11/15/24, market value
$76,500,000.
+ Non-income producing security.
++ Represents annualized yield at date of purchase.
ADR American Depository Receipt
% OF
MARKET MARKET
VALUE VALUE
------- ---------
GEOGRAPHIC DIVERSIFICATION
United States ................ 89.7% $1,825,779,182
Europe ....................... 8.2 167,948,176
Latin America ................ 0.4 7,923,870
Japan ........................ 1.4 29,295,442
Asia/Pacific ................. 0.3 5,486,445
------ --------------
Total Investments ............ 100.0% $2,036,433,115
====== ==============
See accompanying notes to financial statements.
9
THE GABELLI DIVIDEND & INCOME TRUST
STATEMENT OF ASSETS AND LIABILITIES
JUNE 30, 2005 (UNAUDITED)
ASSETS:
Investments, at value (cost $1,665,813,241) .. $1,861,433,115
Repurchase agreements, at value
(cost $175,000,000) ........................ 175,000,000
Cash and foreign currency, at value
(cost $86,209) ............................. 84,224
Deposit at broker ............................ 133
Receivable for investments sold .............. 11,335,010
Dividends and interest receivable ............ 3,064,386
Unrealized appreciation on swap contracts .... 225,163
Other assets ................................. 32,535
--------------
TOTAL ASSETS ................................. 2,051,174,566
--------------
LIABILITIES:
Dividends payable ............................ 145,166
Payable for investments purchased ............ 15,866,529
Payable for investment advisory fees ......... 2,012,914
Payable for offering expenses ................ 274,208
Other accrued expenses and liabilities ....... 197,082
--------------
TOTAL LIABILITIES ............................ 18,495,899
--------------
PREFERRED STOCK:
Series A Cumulative Preferred Stock (5.875%,
$25 liquidation value, $0.001 par value, 3,200,000
shares authorized with 3,200,000 shares
issued and outstanding) .................... 80,000,000
Series B Cumulative Preferred Stock (Auction Rate,
$25,000 liquidation value, $0.001 par value,
4,000 shares authorized with 4,000 shares
issued and outstanding) .................... 100,000,000
Series C Cumulative Preferred Stock (Auction Rate,
$25,000 liquidation value, $0.001 par value,
4,800 shares authorized with 4,800 shares
issued and outstanding) .................... 120,000,000
--------------
TOTAL PREFERRED STOCK ........................ 300,000,000
--------------
NET ASSETS ATTRIBUTABLE TO COMMON
SHAREHOLDERS ............................... $1,732,678,667
==============
NET ASSETS ATTRIBUTABLE TO COMMON
SHAREHOLDERS CONSIST OF:
Shares of beneficial interest, at par value .. $ 84,778
Additional paid-in capital ................... 1,537,497,494
Accumulated net realized loss on investments,
options and foreign currency transactions .. (734,730)
Net unrealized appreciation on investments
and swap contracts ......................... 195,843,053
Net unrealized depreciation on foreign
currency translations ...................... (11,928)
--------------
NET ASSETS ................................... $1,732,678,667
==============
NET ASSET VALUE PER COMMON SHARE:
($1,732,678,667 / 84,777,505 shares outstanding;
unlimited number of shares authorized of
$0.001 par value) ............................ $20.44
======
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 2005 (UNAUDITED)
INVESTMENT INCOME:
Dividends (net of foreign taxes of $1,109,259) .... $27,119,796
Interest .......................................... 6,673,353
-----------
TOTAL INVESTMENT INCOME ........................... 33,793,149
-----------
EXPENSES:
Investment advisory fees .......................... 9,914,683
Shareholder communications expenses ............... 223,790
Payroll expenses .................................. 114,217
Trustees' fees .................................... 91,342
Legal and audit fees .............................. 60,747
Custodian fees .................................... 73,545
Shareholder services fees ......................... 13,160
Miscellaneous expenses ............................ 403,653
-----------
TOTAL EXPENSES .................................... 10,895,137
LESS:
Advisory fee reduction .......................... (892,603)
Custodian fee credits ........................... (13,096)
-----------
TOTAL REDUCTIONS AND CREDITS .................... (905,699)
-----------
TOTAL NET EXPENSES ................................ 9,989,438
-----------
NET INVESTMENT INCOME ............................. 23,803,711
-----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS, OPTIONS, SWAP CONTRACTS AND
FOREIGN CURRENCY:
Net realized gain on investments .................. 7,326,304
Net realized gain on option contracts written ..... 55,449
Net realized loss on foreign currency transactions (27,452)
-----------
Net realized gain on investments, option contracts
written and foreign currency transactions ....... 7,354,301
Net change in unrealized appreciation/depreciation
on investments, swap contracts and foreign
currency translations ........................... 51,898,327
-----------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS,
OPTIONS, SWAP CONTRACTS AND
FOREIGN CURRENCY ................................ 59,252,628
-----------
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS ................................. 83,056,339
Total Distributions to Preferred
Stock Shareholders .............................. (5,469,829)
-----------
NET INCREASE IN NET ASSETS ATTRIBUTABLE TO
COMMON SHAREHOLDERS RESULTING
FROM OPERATIONS ................................. $77,586,510
===========
See accompanying notes to financial statements.
10
THE GABELLI DIVIDEND & INCOME TRUST
STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO COMMON SHAREHOLDERS
SIX MONTHS ENDED
JUNE 30, 2005 YEAR ENDED
(UNAUDITED) DECEMBER 31, 2004
---------------- -----------------
OPERATIONS:
Net investment income ..................................................... $ 23,803,711 $ 35,159,011
Net realized gain on investments, options and
foreign currency transactions ........................................... 7,354,301 19,906,221
Net change in unrealized appreciation on investments,
swap contracts and foreign currency translations ........................ 51,898,327 128,766,916
-------------- --------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ...................... 83,056,339 183,832,148
-------------- --------------
DISTRIBUTIONS TO PREFERRED STOCK SHAREHOLDERS:
Net investment income ..................................................... (4,178,772)* (1,276,372)
Net realized short-term gain on investments, options and
foreign currency transactions ........................................... (101,606)* (342,333)
Net realized long-term gains on investments, options and
foreign currency transactions ........................................... (1,189,451)* (439,984)
-------------- --------------
TOTAL DISTRIBUTIONS TO PREFERRED STOCK SHAREHOLDERS ....................... (5,469,829) (2,058,689)
-------------- --------------
NET INCREASE IN NET ASSETS ATTRIBUTABLE TO COMMON SHAREHOLDERS
RESULTING FROM OPERATIONS ............................................... 77,586,510 181,773,459
-------------- --------------
DISTRIBUTIONS TO COMMON SHAREHOLDERS:
Net investment income ..................................................... (19,624,939)* (33,326,081)
Net realized short-term gain on investments, options and
foreign currency transactions ........................................... (477,174)* (8,938,304)
Net realized long-term gains on investments, options and
foreign currency transactions ........................................... (5,586,070)* (11,487,977)
Return of capital ......................................................... (25,190,320)* (48,189,583)
-------------- --------------
TOTAL DISTRIBUTIONS TO COMMON SHAREHOLDERS ................................ (50,878,503) (101,941,945)
-------------- --------------
TRUST SHARE TRANSACTIONS:
Net increase in net assets from common shares issued in offering .......... -- 185,270,000
Net decrease from repurchase of common stock .............................. (732,684) (4,246,068)
Offering costs for common shares charged to paid-in capital ............... -- (482,528)
Offering costs for preferred shares charged to paid-in capital ............ -- (5,320,000)
-------------- --------------
NET INCREASE (DECREASE) IN NET ASSETS FROM TRUST SHARE TRANSACTIONS ....... (732,684) 175,221,404
-------------- --------------
NET INCREASE IN NET ASSETS ATTRIBUTABLE TO COMMON SHAREHOLDERS ............ 25,975,323 255,052,918
NET ASSETS ATTRIBUTABLE TO COMMON SHAREHOLDERS:
Beginning of period ....................................................... 1,706,703,344 1,451,650,426
-------------- --------------
End of period ............................................................. $1,732,678,667 $1,706,703,344
============== ==============
----------
* Amounts are subject to change and recharacterization at fiscal year end.
See accompanying notes to financial statements.
11
THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. ORGANIZATION. The Gabelli Dividend & Income Trust (the "Trust" or the "Fund")
is a non-diversified closed-end management investment company organized under
the laws of the State of Delaware and registered under the Investment Company
Act of 1940, as amended (the "1940 Act"). The Trust sold 7,184 shares to Gabelli
Funds, LLC (the "Adviser") for $137,214 on November 18, 2003. Investment
operations commenced on November 28, 2003. See Note 5 for share transactions.
The Trust's investment objective is to provide a high level of total return
on its assets with an emphasis on dividends and income. The Trust will attempt
to achieve its investment objective by investing, under normal market
conditions, at least 80% of its assets in dividend paying securities (such as
common and preferred stock) or other income producing securities (such as fixed
income debt securities and securities that are convertible into equity
securities).
2. SIGNIFICANT ACCOUNTING POLICIES. The preparation of financial statements in
accordance with U.S. generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported amounts
and disclosures in the financial statements. Actual results could differ from
those estimates. The following is a summary of significant accounting policies
followed by the Fund in the preparation of its financial statements.
SECURITY VALUATION. Portfolio securities listed or traded on a nationally
recognized securities exchange or traded in the U.S. over-the-counter market for
which market quotations are readily available are valued at the last quoted sale
price or a market's official closing price as of the close of business on the
day the securities are being valued. If there were no sales that day, the
security is valued at the average of the closing bid and asked prices or, if
there were no asked prices quoted on that day, then the security is valued at
the closing bid price on that day. If no bid or asked prices are quoted on such
day, the security is valued at the most recently available price or, if the
Board of Trustees (the "Board") so determines, by such other method as the Board
shall determine in good faith, to reflect its fair market value. Portfolio
securities traded on more than one national securities exchange or market are
valued according to the broadest and most representative market, as determined
by the Adviser.
Portfolio securities primarily traded on foreign markets are generally
valued at the preceding closing values of such securities on their respective
exchanges or if after the close of the foreign markets, but prior to the close
of business on the day the securities are being valued, market conditions change
significantly, certain foreign securities may be fair valued pursuant to
procedures established by the Board. Debt instruments that are not credit
impaired with remaining maturities of 60 days or less are valued at amortized
cost, unless the Board determines such amount does not reflect the securities'
fair value, in which case these securities will be valued at their fair value as
determined by the Board. Debt instruments having a maturity greater than 60 days
for which market quotations are readily available are valued at the latest
average of the bid and asked prices. If there were no asked prices quoted on
such day, the security is valued using the closing bid price. Futures contracts
are valued at the closing settlement price of the exchange or board of trade on
which the applicable contract is traded.
Securities and assets for which market quotations are not readily available
are valued at their fair value as determined in good faith under procedures
established by and under the general supervision of the Board. Fair valuation
methodologies and procedures may include, but are not limited to: analysis and
review of available financial and non-financial information about the company;
comparisons to the valuation and changes in valuation of similar securities,
including a comparison of foreign securities to the equivalent U.S. dollar value
ADR securities at the close of the U.S. exchange; and evaluation of any other
information that could be indicative of the value of the security.
REPURCHASE AGREEMENTS. The Trust may enter into repurchase agreements with
primary government securities dealers recognized by the Federal Reserve Board,
with member banks of the Federal Reserve System or with other brokers or dealers
that meet credit guidelines established by the Adviser and reviewed by the
Board. Under the terms of a typical repurchase agreement, the Trust takes
possession of an underlying debt obligation subject to an obligation of the
seller to repurchase, and the Trust to resell, the obligation at an agreed-upon
price and time, thereby determining the yield during
12
THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
the Trust's holding period. The Trust will always receive and maintain
securities as collateral whose market value, including accrued interest, will be
at least equal to 102% of the dollar amount invested by the Trust in each
agreement. The Trust will make payment for such securities only upon physical
delivery or upon evidence of book entry transfer of the collateral to the
account of the custodian. To the extent that any repurchase transaction exceeds
one business day, the value of the collateral is marked-to-market on a daily
basis to maintain the adequacy of the collateral. If the seller defaults and the
value of the collateral declines or if bankruptcy proceedings are commenced with
respect to the seller of the security, realization of the collateral by the
Trust may be delayed or limited.
OPTIONS. The Trust may purchase or write call or put options on securities
or indices. As a writer of put options, the Trust receives a premium at the
outset and then bears the risk of unfavorable changes in the price of the
financial instrument underlying the option. The Trust would incur a loss if the
price of the underlying financial instrument decreases between the date the
option is written and the date on which the option is terminated. The Trust
would realize a gain, to the extent of the premium, if the price of the
financial instrument increases between those dates.
As a purchaser of put options, the Trust pays a premium for the right to
sell to the seller of the put option the underlying security at a specified
price. The seller of the put has the obligation to purchase the underlying
security upon exercise at the exercise price. If the price of the underlying
security declines, the Trust would realize a gain upon sale or exercise. If the
price of the underlying security increases or stays the same, the Trust would
realize a loss upon sale or at expiration date, but only to the extent of the
premium paid.
In the case of call options, these exercise prices are referred to as
"in-the-money," "at-the-money" and "out-of-the-money," respectively. The Trust
may write (a) in-the-money call options when the Adviser expects that the price
of the underlying security will remain stable or decline moderately during the
option period, (b) covered at-the-money call options when the Adviser expects
that the price of the underlying security will remain stable or advance
moderately during the option period and (c) out-of-the-money call options when
the Adviser expects that the premiums received from writing the call option will
be greater than the appreciation in the price of the underlying security above
the exercise price. By writing a call option, the Trust limits its opportunity
to profit from any increase in the market value of the underlying security above
the exercise price of the option. Out-of-the-money, at-the-money and
in-the-money put options (the reverse of call options as to the relation of
exercise price to market price) may be utilized in the same market environments
that such call options are used in equivalent transactions.
SWAP AGREEMENTS. The Trust may enter into interest rate swap or cap
transactions. The use of interest rate swaps and caps is a highly specialized
activity that involves investment techniques and risks different from those
associated with ordinary portfolio security transactions. In an interest rate
swap, the Trust would agree to pay to the other party to the interest rate swap
(which is known as the "counterparty") periodically a fixed rate payment in
exchange for the counterparty agreeing to pay to the Trust periodically a
variable rate payment that is intended to approximate the Trust's variable rate
payment obligation on the Series B and Series C Preferred Stock. In an interest
rate cap, the Trust would pay a premium to the counterparty and, to the extent
that a specified variable rate index exceeds a predetermined fixed rate, would
receive from the counterparty payments of the difference based on the notional
amount of such cap. Interest rate swap and cap transactions introduce additional
risk because the Trust would remain obligated to pay preferred stock dividends
when due in accordance with the Articles Supplementary even if the counterparty
defaulted. If there is a default by the counterparty to a swap contract, the
Trust will be limited to contractual remedies pursuant to the agreements related
to the transaction. There is no assurance that the swap contract counterparties
will be able to meet their obligations pursuant to the swap contracts or that,
in the event of default, the Trust will succeed in pursuing contractual
remedies. The Trust thus assumes the risk that it may be delayed in or prevented
from obtaining payments owed to it pursuant to the swap contracts. The
creditworthiness of the swap contract counterparties is closely monitored in
order to minimize this risk. Depending on the general state of short term
interest rates and the returns on the Trust's portfolio securities at that point
in time, such a default could negatively affect the Trust's ability
13
THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
to make dividend payments for the Series B and Series C Preferred Stock. In
addition, at the time an interest rate swap or cap transaction reaches its
scheduled termination date, there is a risk that the Trust will not be able to
obtain a replacement transaction or that the terms of the replacement will not
be as favorable as on the expiring transaction. If this occurs, it could have a
negative impact on the Trust's ability to make dividend payments on the Series B
and Series C Preferred Stock.
The use of derivative instruments involves, to varying degrees, elements of
market risk in excess of the amount recognized in the Statement of Assets and
Liabilities.
Unrealized gains related to swaps are reported as an asset and unrealized
losses are reported as a liability on the Statement of Assets and
Liabilities. The change in value of swaps, including the accrual of periodic
amounts of interest to be paid or received on swaps is reported as unrealized
gains or losses in the Statement of Operations. A realized gain or loss is
recorded upon payment or receipt of a periodic payment or termination of swap
agreements. Swap agreements involve, to varying degrees, elements of market and
counterparty risk, and exposure to loss in excess of the related amounts
reflected in the Statement of Assets and Liabilities.
The Trust has entered into one interest rate swap agreement with Citibank
N.A. Under the agreement the Trust receives a variable rate of interest and pays
a respective fixed rate of interest on the nominal value of the swap. Details of
the swap at June 30, 2005 are as follows:
NOTIONAL VARIABLE RATE* TERMINATION UNREALIZED
AMOUNT FIXED RATE (RATE RESET MONTHLY) DATE APPRECIATION
------------ ---------- -------------------- ------------ ------------
$100,000,000 4.01% 3.15% June 2, 2010 $225,163
----------
*Based on Libor (London Interbank Offered Rate).
FUTURES CONTRACTS. The Trust may engage in futures contracts for the
purpose of hedging against changes in the value of its portfolio securities and
in the value of securities it intends to purchase. Such investments will only be
made if they are economically appropriate to the reduction of risks involved in
the management of the Trust's investments. Upon entering into a futures
contract, the Trust is required to deposit with the broker an amount of cash or
cash equivalents equal to a certain percentage of the contract amount. This is
known as the "initial margin." Subsequent payments ("variation margin") are made
or received by the Trust each day, depending on the daily fluctuation of the
value of the contract. The daily changes in the contract are included in
unrealized appreciation/depreciation on investments and futures contracts. The
Trust recognizes a realized gain or loss when the contract is closed. At June
30, 2005, there were no open futures contracts.
There are several risks in connection with the use of futures contracts as
a hedging device. The change in value of futures contracts primarily corresponds
with the value of their underlying instruments, which may not correlate with the
change in value of the hedged investments. These contracts may involve market
risk in excess of the unrealized gain or loss reflected in the Statement of
Assets and Liabilities. In addition, there is the risk that the Fund may not be
able to enter into a closing transaction because of an illiquid secondary
market.
FORWARD FOREIGN EXCHANGE CONTRACTS. The Trust may engage in forward foreign
exchange contracts for hedging a specific transaction with respect to either the
currency in which the transaction is denominated or another currency as deemed
appropriate by the Adviser. Forward foreign exchange contracts are valued at the
forward rate and are marked-to-market daily. The change in market value is
included in unrealized appreciation/depreciation on investments and foreign
currency translations. When the contract is closed, the Trust records a realized
gain or loss equal to the difference between the value of the contract at the
time it was opened and the value at the time it was closed.
14
THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
The use of forward foreign exchange contracts does not eliminate
fluctuations in the underlying prices of the Trust's portfolio securities, but
it does establish a rate of exchange that can be achieved in the future.
Although forward foreign exchange contracts limit the risk of loss due to a
decline in the value of the hedged currency, they also limit any potential gain
that might result should the value of the currency increase. These contracts may
involve market risk in excess of the unrealized gain or loss reflected in the
Statement of Assets and Liabilities. In addition, the Trust could be exposed to
risks if the counterparties to the contracts are unable to meet the terms of
their contracts. At June 30, 2005, there were no open forward foreign exchange
contracts.
FOREIGN CURRENCY TRANSLATIONS. The books and records of the Trust are
maintained in United States (U.S.) dollars. Foreign currencies, investments and
other assets and liabilities are translated into U.S. dollars at the exchange
rates prevailing at the end of the period, and purchases and sales of investment
securities, income and expenses are translated at the exchange rate prevailing
on the respective dates of such transactions. Unrealized gains and losses, which
result from changes in foreign exchange rates and/or changes in market prices of
securities, have been included in unrealized appreciation/depreciation on
investments and foreign currency translations. Net realized foreign currency
gains and losses resulting from changes in exchange rates include foreign
currency gains and losses between trade date and settlement date on investment
securities transactions, foreign currency transactions and the difference
between the amounts of interest and dividends recorded on the books of the Trust
and the amounts actually received. The portion of foreign currency gains and
losses related to fluctuation in exchange rates between the initial trade date
and subsequent sale trade date is included in realized gain/(loss) on
investments.
FOREIGN SECURITIES. The Trust may directly purchase securities of foreign
issuers. Investing in securities of foreign issuers involves special risks not
typically associated with investing in securities of U.S. issuers. The risks
include possible revaluation of currencies, the ability to repatriate funds,
less complete financial information about companies and possible future adverse
political and economic developments. Moreover, securities of many foreign
issuers and their markets may be less liquid and their prices more volatile than
those of securities of comparable U.S. issuers.
SECURITIES TRANSACTIONS AND INVESTMENT INCOME. Securities transactions are
accounted for as of the trade date with realized gain or loss on investments
determined by using the identified cost method. Interest income (including
amortization of premium and accretion of discount) is recorded as earned.
Dividend income is recorded on the ex-dividend date.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS. Distributions to common
shareholders are recorded on the ex-dividend date. Income distributions and
capital gain distributions are determined in accordance with Federal income tax
regulations, which may differ from that determined under U.S. generally accepted
accounting principles. These differences are primarily due to differing
treatments of income and gains on various investment securities held by the
Trust, timing differences and differing characterizations of distributions made
by the Trust.
Distributions to shareholders of the Trust's 5.875% Series A Cumulative
Preferred Stock, Series B Auction Market Cumulative Preferred Stock and Series C
Auction Market Cumulative Preferred Stock ("Cumulative Preferred Stock") are
recorded on a daily basis and are determined as described in Note 5.
For the year ended December 31, 2004, reclassifications were made to
decrease accumulated net investment income by $556,558 and to decrease
accumulated net realized loss on investments, options and foreign currency
transactions by $556,558.
The tax character of distributions paid during the year ended December 31,
2004 was as follows:
YEAR ENDED
DECEMBER 31, 2004
-------------------------
COMMON PREFERRED
DISTRIBUTIONS PAID FROM: ----------- -----------
Ordinary income
(inclusive of short term capital gains) $ 42,201,712 $1,616,305
Net long term capital gains ............... 11,550,650 442,384
Non-taxable return of capital ............. 48,189,583 --
------------ ----------
Total distributions paid .................. $101,941,945 $2,058,689
============ ==========
15
THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
PROVISION FOR INCOME TAXES. The Trust intends to continue to qualify as a
regulated investment company under Subchapter M of the Internal Revenue Code of
1986, as amended (the "Code"). It is the Trust's policy to comply with the
requirements of the Code applicable to regulated investment companies and to
distribute substantially all of its net investment company taxable income and
net capital gains. Therefore, no provision for Federal income taxes is required.
Dividends and interest from non-U.S. sources received by the Trust are
generally subject to non-U.S. withholding taxes at rates ranging up to 30%. Such
withholding taxes may be reduced or eliminated under the terms of applicable
U.S. income tax treaties, and the Trust intends to undertake any procedural
steps required to claim the benefits of such treaties.
As of December 31, 2004, the components of accumulated earnings/(losses) on
a tax basis were as follows:
Net unrealized appreciation on investments .............. $143,293,748
Net unrealized appreciation on foreign currency ......... 1,898
Other ................................................... (97,578)
------------
Total ................................................... $143,198,068
============
The following summarizes the tax cost of investments, swap contracts,
foreign currency and related unrealized appreciation/depreciation at June 30,
2005:
GROSS GROSS NET UNREALIZED
UNREALIZED UNREALIZED APPRECIATION
COST APPRECIATION DEPRECIATION (DEPRECIATION)
---- ------------ ------------ --------------
Investments ............. $1,842,522,919 $218,401,369 $(24,491,173) $193,910,196
Swap contracts .......... -- 225,163 -- 225,163
Foreign currency ........ 56,838 -- (11,928) (11,928)
------------ ------------ ------------
$218,626,532 $(24,503,101) $194,123,431
============ ============ ============
3. AGREEMENTS AND TRANSACTIONS WITH AFFILIATES. The Trust has entered into an
investment advisory agreement (the "Advisory Agreement") with the Adviser which
provides that the Trust will pay the Adviser a fee, computed weekly and paid
monthly, equal on an annual basis to 1.00% of the value of the Trust's average
weekly net assets including liquidation value of the preferred stock. In
accordance with the Advisory Agreement, the Adviser provides a continuous
investment program for the Trust's portfolio and oversees the administration of
all aspects of the Trust's business and affairs. The Adviser has agreed to
reduce the management fee on the incremental assets attributable to the
Cumulative Preferred Stock if the total return of the net asset value of the
Common Shares of the Trust, including distributions and advisory fee subject to
reduction, does not exceed the stated dividend rate or net swap expense of the
Cumulative Preferred Stock for the fiscal year.
The Trust's total return on the net asset value of the Common Shares is
monitored on a monthly basis to assess whether the total return on the net asset
value of the Common Shares exceeds the stated dividend rate of each particular
series of Cumulative Preferred Stock for the period. For the six months ended
June 30, 2005, the Trust's total return on the net asset value of the Common
Shares exceeded the stated dividend rate or net swap expense of Series C Auction
Market Cumulative Preferred Stock. Thus, management fees were accrued on these
assets. The Trust's total return on the net asset value of the Common Shares did
not exceed the stated dividend rate or net swap expense of 5.875% Series A
Cumulative Preferred Stock and Series B Auction Market Cumulative Preferred
Stock. Thus, management fees with respect to the liquidation value of those
preferred stock assets in the amount of $892,603 were not accrued.
During the six months ended June 30, 2005, Gabelli & Company, Inc.
("Gabelli & Company"), an affiliate of the Adviser, received $391,100 in
brokerage commissions as a result of executing agency transactions in portfolio
securities on behalf of the Trust.
16
THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
The cost of calculating the Trust's net asset value per share is a Trust
expense pursuant to the Advisory Agreement. During the six months ended June 30,
2005, the Trust reimbursed the Adviser $22,500 in connection with the cost of
computing the Trust's net asset value, which is included in miscellaneous
expenses in the Statement of Operations.
The Trust is assuming its portion of the allocated cost of the Gabelli
Funds' Chief Compliance Officer in the amount of $14,108 for the period of
January 1, 2005 through June 30, 2005 which is included in payroll expenses in
the Statement of Operations.
4. PORTFOLIO SECURITIES. Costs of purchases and proceeds from the sales of
securities, other than short-term securities, for the six months ended June 30,
2005 aggregated $286,675,741 and $111,396,351, respectively.
Option contracts written for the Trust during the six months ended June 30,
2005 was as follows:
NUMBER OF
CONTRACTS PREMIUMS
---------- --------
Options outstanding at December 31, 2004 .... 400 $ 56,549
Options written ............................. -- --
Options exercised ........................... -- --
Options closed .............................. (400) (56,549)
---- --------
Options outstanding at June 30, 2005 ........ -- $ --
==== ========
5. CAPITAL. The Declaration of Trust permits the Trust to issue an unlimited
number of Common Shares of beneficial interest (par value $.001). The Board of
the Trust authorized the repurchase of its shares on the open market when the
shares are trading at a discount of 7.5% or more (or such other percentage as
the Board may determine from time to time) from the net asset value of the
shares. During the six months ended June 30, 2005, the Trust repurchased 40,000
shares of beneficial interest in the open market at a cost of $732,684 and an
average discount of approximately 10.39% from its net asset value. All shares of
beneficial interest repurchased have been retired.
Transactions in shares of beneficial interest were as follows:
SIX MONTHS ENDED
JUNE 30, 2005 YEAR ENDED
(UNAUDITED) DECEMBER 31, 2004
---------------------- -------------------------
Shares Amount Shares Amount
-------- -------- -------- ----------
Shares issued in offering ................. -- -- 9,700,000 $184,787,472
Shares repurchased ........................ (40,000) $(732,684) (245,700) (4,246,068)
------- --------- --------- ------------
Net increase .............................. (40,000) $(732,684) 9,454,300 $180,541,404
======= ========= ========= ============
The Trust's Declaration of Trust, as amended, authorize the issuance of an
unlimited number of shares of $0.001 par value Cumulative Preferred Stock. The
Cumulative Preferred Stock is senior to the Common Shares and results in the
financial leveraging of the Common Shares. Such leveraging tends to magnify both
the risks and opportunities to common shareholders. Dividends on shares of the
Cumulative Preferred Stock are cumulative. The Trust is required by the 1940 Act
and by the Statements of Preferences to meet certain asset coverage tests with
respect to the Cumulative Preferred Stock. If the Trust fails to meet these
requirements and does not correct such failure, the Trust may be required to
redeem, in part or in full, the 5.875% Series A, Series B Auction Market
Cumulative Preferred Stock and Series C Auction Market Cumulative Preferred
Stock at a redemption price of $25, $25,000, and $25,000, respectively, per
share plus an amount equal to the accumulated and unpaid dividends whether or
not declared on such shares in order to meet these requirements.
17
THE GABELLI DIVIDEND & INCOME TRUST
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
Additionally, failure to meet the foregoing asset coverage requirements
could restrict the Trust's ability to pay dividends to common shareholders and
could lead to sales of portfolio securities at inopportune times. The income
received on the Trust's assets may vary in a manner unrelated to the fixed and
variable rates, which could have either a beneficial or detrimental impact on
net investment income and gains available to common shareholders.
On October 12, 2004, the Trust received net proceeds of $77,255,000 (after
underwriting discounts of $2,520,000 and estimated offering expenses of
$225,000) from the public offering of 3,200,000 shares of 5.875% Series A
Cumulative Preferred Stock. Commencing October 12, 2009 and thereafter, the
Trust, at its option, may redeem the 5.875% Series A Cumulative Preferred Stock
in whole or in part at the redemption price at any time. During the six months
ended June 30, 2005, the Trust did not repurchase any shares of 5.875% Series A
Cumulative Preferred Stock. At June 30, 2005, 3,200,000 shares of the 5.875%
Series A Cumulative Preferred Stock were outstanding and accrued dividends
amounted to $52,222.
On October 12, 2004, the Trust received net proceeds of $217,425,000 (after
underwriting discounts of $2,200,000 and estimated offering expenses of
$375,000) from the public offering of 4,000 shares of Series B and 4,800 shares
of Series C Auction Market Cumulative Preferred Stock, respectively. The
dividend rate, as set by the auction process, which is generally held every 7
days, is expected to vary with short-term interest rates. The dividend rates of
Series B Auction Market Cumulative Preferred Stock ranged from 2.00% to 3.50%
from January 1, 2005 through June 30, 2005. The dividend rates of Series C
Auction Market Cumulative Preferred Stock ranged from 2.21% to 3.51% from
January 1, 2005 through June 30, 2005. Existing shareholders may submit an order
to hold, bid or sell such shares on each auction date. Series B and C Auction
Market Cumulative Preferred Stock shareholders may also trade shares in the
secondary market. The Trust, at its option, may redeem the Series B and C
Auction Market Cumulative Preferred Stock in whole or in part at the redemption
price at any time. During the six months ended June 30, 2005, the Trust did not
redeem any shares of Series B and C Auction Market Cumulative Preferred Stock.
At June 30, 2005, 4,000 and 4,800 shares of the Series B and C Auction Market
Cumulative Preferred Stock were outstanding with an annualized dividend rate of
3.50% and 3.15% and accrued dividends amounted to $19,444 and $73,500,
respectively.
The holders of Cumulative Preferred Stock have voting rights equivalent to
those of the holders of common stock (one vote per share) and will vote together
with holders of Common Shares as a single class. In addition, the 1940 Act
requires that along with approval of a majority of the holders of Common Shares,
approval of a majority of the holders of any outstanding shares of Cumulative
Preferred Stock, voting separately as a class, would be required to: (a) adopt
any plan of reorganization that would adversely affect the Cumulative Preferred
Stock, and (b) take any action requiring a vote of security holders, including,
among other things, changes in the Trust's subclassification as a closed-end
investment company or changes in its fundamental investment restrictions.
6. OTHER MATTERS. The Adviser and/or affiliates have received subpoenas from the
Attorney General of the State of New York and the SEC requesting information on
mutual fund shares trading practices. Gabelli Asset Management Inc., the
Adviser's parent company, is responding to these requests for documents and
testimony. The Trust does not believe that these matters will have a material
adverse effect on the Trust's financial position or the results of its
operations.
7. INDEMNIFICATIONS. The Trust enters into contracts that contain a variety of
indemnifications. The Trust's maximum exposure under these arrangements is
unknown. However, the Trust has not had prior claims or losses pursuant to these
contracts and expects the risk of loss to be remote.
8. SUBSEQUENT EVENT. The Trust filed a registration statement with the
Securities and Exchange Commission for an offering of fixed rate and auction
market preferred stock. The actual amount of capital to be raised, the dividend
rate(s) and the timing of the offering have not been determined and will be
announced at a later date. The proceeds raised will be used for investment
purposes.
18
THE GABELLI DIVIDEND & INCOME TRUST
FINANCIAL HIGHLIGHTS
SELECTED DATA FOR A COMMON SHARE OF SIX MONTHS ENDED
BENEFICIAL INTEREST OUTSTANDING JUNE 30, 2005 YEAR ENDED PERIOD ENDED
THROUGHOUT EACH PERIOD: (UNAUDITED) DECEMBER 31, 2004 DECEMBER 31, 2003(A)
---------------- ----------------- --------------------
OPERATING PERFORMANCE:
Net asset value, beginning of period ........................ $ 20.12 $ 19.26 $ 19.06(b)
-------- --------- ---------
Net investment income ....................................... 0.28 0.40 --
Net realized and unrealized gain on investments ............. 0.69 1.80 0.20
-------- --------- ---------
Total from investment operations ............................ 0.97 2.20 0.20
-------- --------- ---------
DISTRIBUTIONS TO PREFERRED STOCK SHAREHOLDERS:
Net investment income ....................................... (0.05)(g) (0.01) --
Net realized gain on investments ............................ (0.01)(g) (0.01) --
-------- --------- ---------
Total distributions to preferred stock shareholders ......... (0.06) (0.02) --
-------- --------- ---------
NET INCREASE (DECREASE) IN NET ASSETS ATTRIBUTABLE TO COMMON
SHAREHOLDERS RESULTING FROM OPERATIONS .................... 0.91 2.18 --
-------- --------- ---------
DISTRIBUTIONS TO COMMON SHAREHOLDERS:
Net investment income ....................................... (0.23)(g) (0.39) --
Net realized gain on investments ............................ (0.07)(g) (0.24) --
Return of capital ........................................... (0.30)(g) (0.57) --
-------- --------- ---------
Total distributions to common shareholders .................. (0.60) (1.20) --
-------- --------- ---------
CAPITAL SHARE TRANSACTIONS:
Increase (decrease) in net asset value from common
share transactions ........................................ 0.01 (0.05) --
Offering costs for common shares charged to paid-in capital -- (0.01) --
Offering costs for preferred shares charged to paid-in capital -- (0.06) --
-------- --------- ---------
Total from capital share transactions ....................... 0.01 (0.12) --
-------- --------- ---------
NET ASSET VALUE ATTRIBUTABLE TO COMMON SHAREHOLDERS,
END OF PERIOD ............................................. $ 20.44 $ 20.12 $ 19.26
======== ========= =========
Net asset value total return *** ............................ 4.68% 11.56% 1.0%*
======== ========= =========
Market value, end of period ................................. $ 18.58 $ 17.95 $ 20.00
======== ========= =========
Total investment return **** ................................ 6.99% (4.15)% 0.0%**
======== ========= =========
19
THE GABELLI DIVIDEND & INCOME TRUST
FINANCIAL HIGHLIGHTS (CONTINUED)
SELECTED DATA FOR A COMMON SHARE OF SIX MONTHS ENDED
BENEFICIAL INTEREST OUTSTANDING JUNE 30, 2005 YEAR ENDED PERIOD ENDED
THROUGHOUT EACH PERIOD: (UNAUDITED) DECEMBER 31, 2004 DECEMBER 31, 2003(A)
---------------- ----------------- --------------------
RATIOS AND SUPPLEMENTAL DATA:
Net assets including liquidation value of preferred shares,
end of period (in 000's) ................................... $2,032,679 $2,006,703 --
Net assets attributable to common shares,
end of period (in 000's) ................................... $1,732,679 $1,706,703 $1,451,650
Ratio of net investment income to average net assets
attributable to common shares .............................. 2.82%(c) 2.17% (0.04)%(c)
Ratio of operating expenses to average net assets
attributable to common shares before fee reduction ......... 1.29%(c) 1.12% 1.38%(c)
Ratio of operating expenses to average net assets
attributable to common shares net of fee reduction (f) ..... 1.19%(c) 1.12% 1.38%(c)
Ratio of operating expenses to average net assets including
liquidation value of preferred shares before fee reduction 1.10%(c) 1.07% --
Ratio of operating expenses to average net assets including
liquidation value of preferred shares net of fee reduction (f) 1.01%(c) 1.07% --
Portfolio turnover rate ...................................... 7.3% 33.3% 0.4%
5.875% CUMULATIVE PREFERRED STOCK SERIES A
Liquidation value, end of period (in 000's) .................. $ 80,000 $ 80,000 --
Total shares outstanding (in 000's) .......................... 3,200 3,200 --
Liquidation preference per share ............................. $ 25.00 $ 25.00 --
Average market value (d) ..................................... $ 24.82 $ 24.68 --
Asset coverage per share ..................................... $ 169.39 $ 167.23 --
AUCTION RATE SERIES B CUMULATIVE PREFERRED STOCK
Liquidation value, end of period (in 000's) .................. $ 100,000 $ 100,000 --
Total shares outstanding (in 000's) .......................... 4 4 --
Liquidation preference per share ............................. $ 25,000 $ 25,000 --
Average market value (d) ..................................... $ 25,000 $ 25,000 --
Asset coverage per share ..................................... $ 169,390 $ 167,225 --
AUCTION RATE SERIES C CUMULATIVE PREFERRED STOCK
Liquidation value, end of period (in 000's) .................. $ 120,000 $ 120,000 --
Total shares outstanding (in 000's) .......................... 5 5 --
Liquidation preference per share ............................. $ 25,000 $ 25,000 --
Average market value (d) ..................................... $ 25,000 $ 25,000 --
Asset coverage per share ..................................... $ 169,390 $ 167,225 --
ASSET COVERAGE (E) ........................................... 678% 669% --
----------
(a) The Gabelli Dividend & Income Trust commenced investment operations on
November 28, 2003.
(b) The beginning NAV includes a $0.04 reduction for costs associated with the
initial public offering.
(c) Annualized.
(d) Based on weekly prices.
(e) Asset coverage is calculated by combining all series of preferred stock.
(f) The ratios do not include a reduction of expenses for custodian fee credits
on cash balances maintained with the custodian. For the six months ended
June 30, 2005, the effect of the custodian fee credits was minimal.
(g) Amounts are subject to change and recharacterization at fiscal year end.
* Based on net asset value per share at commencement of operations of $19.06
per share.
** Based on market value per share at initial public offering of $20.00 per
share.
*** Based on net asset value per share, adjusted for reinvestment of
distributions at net asset value on the ex-dividend date. Total return for
periods of less than one year are not annualized.
**** Based on market value per share, adjusted for reinvestment of distributions
on the payment date. Total return for periods of less than one year are not
annualized.
See accompanying notes to financial statements.
20
AUTOMATIC DIVIDEND REINVESTMENT
AND VOLUNTARY CASH PURCHASE PLANS
ENROLLMENT IN THE PLAN
It is the Policy of The Gabelli Dividend & Income Trust ("Trust") to
automatically reinvest dividends payable to common shareholders. As a
"registered" shareholder you automatically become a participant in the Trust's
Automatic Dividend Reinvestment Plan (the "Plan"). The Plan authorizes the Trust
to issue shares to participants upon an income dividend or a capital gains
distribution regardless of whether the shares are trading at a discount or a
premium to net asset value. All distributions to shareholders whose shares are
registered in their own names will be automatically reinvested pursuant to the
Plan in additional shares of the Trust. Plan participants may send their stock
certificates to EquiServe Trust Company ("EquiServe") to be held in their
dividend reinvestment account. Registered shareholders wishing to receive their
distribution in cash must submit this request in writing to:
The Gabelli Dividend & Income Trust
c/o EquiServe
P.O. Box 43010
Providence, RI 02940-3010
Shareholders requesting this cash election must include the shareholder's
name and address as they appear on the share certificate. Shareholders with
additional questions regarding the Plan or requesting a copy of the terms of the
Plan may contact EquiServe at (800) 336-6983.
SHAREHOLDERS WISHING TO LIQUIDATE REINVESTED SHARES held at EquiServe must
do so in writing or by telephone. Please submit your request to the above
mentioned address or telephone number. Include in your request your name,
address and account number. The cost to liquidate shares is $2.50 per
transaction as well as the brokerage commission incurred. Brokerage charges are
expected to be less than the usual brokerage charge for such transactions.
If your shares are held in the name of a broker, bank or nominee, you
should contact such institution. If such institution is not participating in the
Plan, your account will be credited with a cash dividend. In order to
participate in the Plan through such institution, it may be necessary for you to
have your shares taken out of "street name" and re-registered in your own name.
Once registered in your own name your dividends will be automatically
reinvested. Certain brokers participate in the Plan. Shareholders holding shares
in "street name" at participating institutions will have dividends automatically
reinvested. Shareholders wishing a cash dividend at such institution must
contact their broker to make this change.
The number of Common Shares distributed to participants in the Plan in
lieu of cash dividends is determined in the following manner. Under the Plan,
whenever the market price of the Trust's Common Shares is equal to or exceeds
net asset value at the time shares are valued for purposes of determining the
number of shares equivalent to the cash dividends or capital gains distribution,
participants are issued Common Shares valued at the greater of (i) the net asset
value as most recently determined or (ii) 95% of the then current market price
of the Trust's Common Shares. The valuation date is the dividend or distribution
payment date or, if that date is not a New York Stock Exchange trading day, the
next trading day. If the net asset value of the Common Shares at the time of
valuation exceeds the market price of the Common Shares, participants will
receive Common Shares from the Trust valued at market price. If the Trust should
declare a dividend or capital gains distribution payable only in cash, EquiServe
will buy Common Shares in the open market, or on the New York Stock Exchange or
elsewhere, for the participants' accounts, except that EquiServe will endeavor
to terminate purchases in the open market and cause the Trust to issue shares at
net asset value if, following the commencement of such purchases, the market
value of the Common Shares exceeds the then current net asset value.
21
The automatic reinvestment of dividends and capital gains distributions
will not relieve participants of any income tax which may be payable on such
distributions. A participant in the Plan will be treated for Federal income tax
purposes as having received, on a dividend payment date, a dividend or
distribution in an amount equal to the cash the participant could have received
instead of shares.
The Trust reserves the right to amend or terminate the Plan as applied to
any voluntary cash payments made and any dividend or distribution paid
subsequent to written notice of the change sent to the members of the Plan at
least 90 days before the record date for such dividend or distribution. The Plan
also may be amended or terminated by EquiServe on at least 90 days' written
notice to participants in the Plan.
VOLUNTARY CASH PURCHASE PLAN
The Voluntary Cash Purchase Plan is yet another vehicle for our
shareholders to increase their investment in the Trust. In order to participate
in the Voluntary Cash Purchase Plan, shareholders must have their shares
registered in their own name.
Participants in the Voluntary Cash Purchase Plan have the option of making
additional cash payments to EquiServe for investments in the Trust's shares at
the then current market price. Shareholders may send an amount from $250 to
$10,000. EquiServe will use these funds to purchase shares in the open market on
or about the 1st and 15th of each month. EquiServe will charge each shareholder
who participates $0.75, plus a pro rata share of the brokerage commissions.
Brokerage charges for such purchases are expected to be less than the usual
brokerage charge for such transactions. It is suggested that any voluntary cash
payments be sent to EquiServe, P.O. Box 43010, Providence, RI 02940-3010 such
that EquiServe receives such payments approximately 10 days before the 1st and
15th of the month. Funds not received at least five days before the investment
date shall be held for investment until the next purchase date. A payment may be
withdrawn without charge if notice is received by EquiServe at least 48 hours
before such payment is to be invested.
For more information regarding the Dividend Reinvestment Plan and
Voluntary Cash Purchase Plan, brochures are available by calling (914) 921-5070
or by writing directly to the Trust.
22
TRUSTEES AND OFFICERS
THE GABELLI DIVIDEND & INCOME TRUST
ONE CORPORATE CENTER, RYE, NY 10580-1422
TRUSTEES
Mario J. Gabelli, CFA
CHAIRMAN AND CHIEF EXECUTIVE OFFICER,
GABELLI ASSET MANAGEMENT INC.
Anthony J. Colavita
ATTORNEY-AT-LAW,
ANTHONY J. COLAVITA, P.C.
James P. Conn
FORMER CHIEF INVESTMENT OFFICER,
FINANCIAL SECURITY ASSURANCE HOLDINGS LTD.
Mario d'Urso
CHAIRMAN, MITTEL CAPITAL MARKETS SPA
Frank J. Fahrenkopf, Jr.
PRESIDENT AND CHIEF EXECUTIVE OFFICER,
AMERICAN GAMING ASSOCIATION
Michael J. Melarkey
ATTORNEY-AT-LAW,
AVANSINO, MELARKEY, KNOBEL & MULLIGAN
Karl Otto Pohl
FORMER PRESIDENT, DEUTSCHE BUNDESBANK
Salvatore M. Salibello
CERTIFIED PUBLIC ACCOUNTANT,
SALIBELLO & BRODER
Edward T. Tokar
SENIOR MANAGING DIRECTOR, BEACON TRUST COMPANY
Anthonie C. van Ekris
CHAIRMAN, BALMAC INTERNATIONAL, INC.
Salvatore J. Zizza
CHAIRMAN, HALLMARK ELECTRICAL SUPPLIES CORP.
OFFICERS
Bruce N. Alpert
PRESIDENT
Carter W. Austin
VICE PRESIDENT
Peter D. Goldstein
CHIEF COMPLIANCE OFFICER
James E. McKee
SECRETARY
Richard C. Sell, Jr.
TREASURER
INVESTMENT ADVISER
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
CUSTODIAN
State Street Bank and Trust Company
COUNSEL
Skadden, Arps, Slate, Meagher & Flom, LLP
TRANSFER AGENT AND REGISTRAR
EquiServe Trust Company
STOCK EXCHANGE LISTING
5.875%
Common Preferred
------ ---------
NYSE-Symbol: GDV GDV PrA
Shares Outstanding: 84,777,505 3,200,000
The Net Asset Value appears in the Publicly Traded Funds column, under the
heading "General Equity Funds," in Sunday's The New York Times and in Monday's
The Wall Street Journal. It is also listed in Barron's Mutual Funds/Closed End
Funds section under the heading "General Equity Funds."
The Net Asset Value may be obtained each day by calling (914) 921-5071.
--------------------------------------------------------------------------------
For general information about the Gabelli Funds, call 800-GABELLI
(800-422-3554), fax us at 914-921-5118, visit Gabelli Funds' Internet homepage
at: WWW.GABELLI.COM or e-mail us at: closedend@gabelli.com
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940, as amended, that the Dividend & Income Trust may, from time
to time, purchase its common shares in the open market when the Dividend &
Income Trust shares are trading at a discount of 7.5% or more from the net asset
value of the shares. The Dividend & Income Trust may also, from time to time,
purchase its Series A Cumulative Preferred Shares in the open market when the
shares are trading at a discount to the Liquidation Value of $25.00.
--------------------------------------------------------------------------------
THE GABELLI DIVIDEND & INCOME TRUST
ONE CORPORATE CENTER
RYE, NY 10580-1422
(914) 921-5070
WWW.GABELLI.COM
SEMI-ANNUAL REPORT
JUNE 30, 2005
GDV-SA-Q2/05
ITEM 2. CODE OF ETHICS.
Not applicable.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not applicable.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable.
ITEM 6. SCHEDULE OF INVESTMENTS
Schedule of Investments in securities of unaffiliated issuers as of the close of
the reporting period is included as part of the report to shareholders filed
under Item 1 of this form.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not yet applicable.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
REGISTRANT PURCHASES OF EQUITY SECURITIES
=============================================================================================================================
(C) TOTAL NUMBER OF (D) MAXIMUM NUMBER (OR
SHARES (OR UNITS) APPROXIMATE DOLLAR VALUE) OF
(A) TOTAL NUMBER OF PURCHASED AS PART OF SHARES (OR UNITS) THAT MAY
SHARES (OR UNITS) (B) AVERAGE PRICE PAID PUBLICLY ANNOUNCED YET BE PURCHASED UNDER THE
PERIOD PURCHASED PER SHARE (OR UNIT) PLANS OR PROGRAMS PLANS OR PROGRAMS
=============================================================================================================================
=============================================================================================================================
Month #1 Common - N/A Common - N/A Common - N/A Common - 84,817,505
01/01/05
through Preferred Series A - N/A Preferred Series A - N/A Preferred Series A - N/A Preferred Series A - 3,200,000
01/31/05
=============================================================================================================================
Month #2 Common - 10,000 Common - $18.2049 Common - 10,000 Common - 84,817,505 -
02/01/05 10,000 = 84,807,505
through Preferred Series A - N/A Preferred Series A - N/A Preferred Series A - N/A
02/28/05 Preferred Series A - 3,200,000
=============================================================================================================================
Month #3 Common - 20,000 Common - $18.2995 Common - 20,000 Common - 84,807,505 -
03/01/05 20,000 = 84,787,505
through Preferred Series A - N/A Preferred Series A - N/A Preferred Series A - N/A
03/31/05 Preferred Series A - 3,200,000
=============================================================================================================================
Month #4 Common - N/A Common - N/A Common - N/A Common - 84,787,505
04/01/05
through Preferred Series A - N/A Preferred Series A - N/A Preferred Series A - N/A Preferred Series A - 3,200,000
04/30/05
=============================================================================================================================
Month #5 Common - N/A Common - N/A Common - N/A Common - 84,787,505
05/01/05
through Preferred Series A - N/A Preferred Series A - N/A Preferred Series A - N/A Preferred Series A - 3,200,000
05/31/05
=============================================================================================================================
Month #6 Common - 10,000 Common - $18.4446 Common - 10,000 Common - 84,787,505 -
06/01/05 10,000 = 84,777,505
through Preferred Series A - N/A Preferred Series A - N/A Preferred Series A - N/A
06/30/05 Preferred Series A - 3,200,000
=============================================================================================================================
Total Common - 40,000 Common - $18.3171 Common - 40,000 N/A
Preferred Series A - N/A Preferred Series A - N/A Preferred Series A - N/A
=============================================================================================================================
Footnote columns (c) and (d) of the table, by disclosing the following
information in the aggregate for all plans or programs publicly announced:
a. The date each plan or program was announced - The notice of the potential
repurchase of common and preferred shares occurs quarterly in the Fund's
quarterly report in accordance with Section 23(c) of the Investment Company
Act of 1940, as amended.
b. The dollar amount (or share or unit amount) approved - Any or all common
shares outstanding may be repurchased when the Fund's common shares are
trading at a discount of 7.5% or more from the net asset value of the
shares.
Any or all preferred shares outstanding may be repurchased when the Fund's
preferred shares are trading at a discount to the liquidation value of
$25.00.
c. The expiration date (if any) of each plan or program - The Fund's
repurchase plans are ongoing.
d. Each plan or program that has expired during the period covered by the
table - The Fund's repurchase plans are ongoing.
e. Each plan or program the registrant has determined to terminate prior to
expiration, or under which the registrant does not intend to make further
purchases. - The Fund's repurchase plans are ongoing.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
There have been no material changes to the procedures by which the shareholders
may recommend nominees to the registrant's Board of Trustees, where those
changes were implemented after the registrant last provided disclosure in
response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A (17 CFR
240.14a-101), or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive and principal financial officers,
or persons performing similar functions, have concluded that the
registrant's disclosure controls and procedures (as defined in Rule
30a-3(c) under the Investment Company Act of 1940, as amended (the
"1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within
90 days of the filing date of the report that includes the disclosure
required by this paragraph, based on their evaluation of these
controls and procedures required by Rule 30a-3(b) under the 1940 Act
(17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the
Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or
240.15d-15(b)).
(b) There were no changes in the registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the 1940 Act
(17 CFR 270.30a-3(d)) that occurred during the registrant's second
fiscal quarter of the period covered by this report that has
materially affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting.
ITEM 12. EXHIBITS.
(a)(1) Not applicable.
(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and
Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.
(a)(3) Not applicable.
(b) Certifications pursuant to Rule 30a-2(b) under the 1940 Act
and Section 906 of the Sarbanes-Oxley Act of 2002 are attached
hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(registrant) The Gabelli Dividend & Income Trust
--------------------------------------------------------------------
By (Signature and Title)* /s/ Bruce N. Alpert
-------------------------------------------------------
Bruce N. Alpert, Principal Executive Officer
Date September 7, 2005
----------------------------------------------------------------------------
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ Bruce N. Alpert
-------------------------------------------------------
Bruce N. Alpert, Principal Executive Officer
Date September 7, 2005
----------------------------------------------------------------------------
By (Signature and Title)* /s/ Richard C. Sell
-------------------------------------------------------
Richard C. Sell, Jr., Principal Financial Officer
& Treasurer
Date September 7, 2005
----------------------------------------------------------------------------
* Print the name and title of each signing officer under his or her signature.